by The Delaware Counsel Group, LLC | May 1, 2013 | Law Updates, LU13
Document: In re Wayport Inc. Litig., Consol. C.A. No. 4167-VCL (Del. Ch. May 1, 2013) The Delaware Court of Chancery resolved a conflict in authority over the circumstances under which a director of a Delaware corporation owes a fiduciary duty to disclose material...
by The Delaware Counsel Group, LLC | Apr 30, 2013 | Law Updates, LU13
Document: Blaustein v. Lord Baltimore Capital Corp., C.A. No. 6685-VCN (Del. Ch. Apr. 30, 2013) The Court considered the extent to which the implied covenant of good faith and fair dealing could be used by a stockholder in a closely-held, Delaware corporation to force...
by The Delaware Counsel Group, LLC | Apr 25, 2013 | Law Updates, LU13
Document: George Rich, Jr. v. Yu Kwai Chong, et al., C.A. No. 7616-VCG (Del. Ch. Apr. 25, 2013) The Delaware Court of Chancery denied defendant directors’ motion to dismiss plaintiffs’ claims that the directors breached their fiduciary duties under...
by The Delaware Counsel Group, LLC | Mar 8, 2013 | Law Updates, LU13
Document: Kallick v. Sandridge Energy, Inc., C.A. No. 8182-CS (Del. Ch. Mar. 8, 2013) The Delaware Court of Chancery enjoined an incumbent board from impeding a proxy contest until the board approved the dissent slate for purposes of a change in control provision in...
by The Delaware Counsel Group, LLC | Feb 25, 2013 | Law Updates, LU13
Document: In Re BioClinica, Inc. Shareholder Litig., C.A. No. 8272-VCG (Del. Ch. Feb. 25, 2013) The Delaware Court of Chancery declined to expedite plaintiffs’ claims that the board of directors of BioClinica, Inc. (“BioClinica”) breached its...
by The Delaware Counsel Group, LLC | Feb 22, 2013 | Law Updates, LU13
Document: Meso Scale Diagnostics, LLC v. Roche Diagnostics GMBH, C.A. No. 5589–VCP (Del. Ch. Feb. 22, 2013) The Delaware Court of Chancery rejected plaintiffs’ claim that the surviving corporation to a merger breached an anti-assignment clause in a licensing...
